ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾

Annual report pursuant to Section 13 and 15(d)

VARIABLE INTEREST ENTITIES

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VARIABLE INTEREST ENTITIES
12 Months Ended
Dec. 31, 2018
VARIABLE INTEREST ENTITIES Ìý
VARIABLE INTEREST ENTITIES

8.ÌýÌýVARIABLE INTEREST ENTITIES

We evaluate our investments and transactions to identify variable interest entities for which we are the primary beneficiary. We hold a variable interest in the following joint ventures for which we are the primary beneficiary:

·

RubiconÌýLLC is our 50%-owned joint venture with Lanxess that manufactures products for our Polyurethanes and Performance Products segments. The structure of the joint venture is such that the total equity investment at risk is not sufficient to permit the joint venture to finance its activities without additional financial support. By virtue of the operating agreement with this joint venture, we purchase a majority of the output, absorb a majority of the operating costs and provide a majority of the additional funding.

·

AAC is our 50%-owned joint venture with Zamil group that manufactures products for our Performance Products segment. As required in the operating agreement governing this joint venture, we purchase all of AAC’s production and sell it to our customers. Substantially all of the joint venture’s activities are conducted on our behalf.

·

Sasol‑ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ is our 50%‑owned joint venture with Sasol that owns and operates a maleic anhydride facility in Moers, Germany. This joint venture manufactures products for our Performance Products segment. The joint venture uses our technology and expertise, and we bear a disproportionate amount of risk of loss due to a related‑party loan to Sasol‑ÀÖÌìÌÃfun88(ÖйúÇø)¹Ù·½ÍøÕ¾ for which we bear the default risk.

Creditors of these entities have no recourse to our general credit. See “NoteÌý14. Debt—Direct and Subsidiary Debt.â€� As the primary beneficiary of these variable interest entities at DecemberÌý31, 2018, the joint venturesâ€� assets, liabilities and results of operations are included in our consolidated financial statements.

The following table summarizes the carrying amount of our variable interest entities� assets and liabilities included in our consolidated balance sheets as of December 31, 2018 and 2017 (dollars in millions):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

DecemberÌý31,Ìý

Ìý

ÌýÌýÌýÌý

2018

ÌýÌýÌýÌý

2017

Current assets

Ìý

$

92

Ìý

$

114

Property, plant and equipment, net

Ìý

Ìý

265

Ìý

Ìý

283

Other noncurrent assets

Ìý

Ìý

136

Ìý

Ìý

116

Deferred income taxes

Ìý

Ìý

32

Ìý

Ìý

33

Intangible assets

Ìý

Ìý

10

Ìý

Ìý

10

Goodwill

Ìý

Ìý

14

Ìý

Ìý

14

Total assets

Ìý

$

549

Ìý

$

570

Current liabilities

Ìý

$

178

Ìý

$

163

Long-term debt

Ìý

Ìý

61

Ìý

Ìý

86

Deferred income taxes

Ìý

Ìý

11

Ìý

Ìý

12

Other noncurrent liabilities

Ìý

Ìý

97

Ìý

Ìý

98

Total liabilities

Ìý

$

347

Ìý

$

359

Ìý

The revenues, income from continuing operations before income taxes and net cash provided by operating activities for our variable interest entities are as follows (dollars in millions):

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Ìý

Year ended DecemberÌý31,Ìý

Ìý

ÌýÌýÌýÌý

2018

ÌýÌýÌýÌý

2017

ÌýÌýÌýÌý

2016

Revenues

Ìý

$

154

Ìý

$

132

Ìý

$

97

Income from continuing operations before income taxes

Ìý

Ìý

40

Ìý

Ìý

25

Ìý

Ìý

15

Net cash provided by operating activities

Ìý

Ìý

65

Ìý

Ìý

51

Ìý

Ìý

50

Ìý

Prior to the separation of Venator, we held variable interests in two additional joint ventures for which we were the primary beneficiary: Pacific Iron Products Sdn Bhd and Viance, LLC. In connection with the separation of Venator, these variable interests were held by Venator at December 31, 2017, and as such, the assets and liabilities of these variable interest entities were included as part of assets and liabilities held for sale. See “Note 4. Discontinued Operations and Business Dispositions—Separation and Deconsolidation of Venator.�